JD Sports Fashion Plc Conditional Agreement for the Acquisition of DTLR (5061N)
01 Febbraio 2021 - 8:00AM
UK Regulatory
TIDMJD.
RNS Number : 5061N
JD Sports Fashion Plc
01 February 2021
1 February 2021
JD Sports Fashion Plc
Conditional Agreement for the Acquisition of DTLR in the US
JD Sports Fashion Plc ('JD' or the 'Group'), a leading retailer
of sports, fashion and outdoor brands, announces that on 31 January
2021, it entered into a conditional agreement for the acquisition
of 100% of DTLR Villa LLC ('DTLR' or 'Company').
Based in Baltimore, Maryland, and currently majority owned by
BRS & Co. and Goode Capital, DTLR was established in 1982 and
is a hyperlocal athletic footwear and apparel streetwear retailer.
Originally named Downtown Locker Room, the company later re-branded
as DTLR and, in 2017, merged with Sneaker Villa Inc (previously
based in Philadelphia). DTLR currently operates from 247 stores
across 19 states, principally in the north and east of the United
States.
Completion of the acquisition is subject to customary closing
conditions, including expiration or termination of the applicable
waiting period under the U.S. Hart-Scott-Rodino Antitrust
Improvements Act (HSR Act). JD and DTLR anticipate completing this
acquisition during Q1 2021.
Total cash consideration for the acquisition is $495 million,
subject to customary working capital and other adjustments at
completion, of which approximately $100 million will be used to
repay existing indebtedness of the Company. This cash consideration
is being funded from the Group's cash resources and existing bank
facilities. The DTLR Management Team ('Management'), headed up by
Glenn Gaynor and Scott Collins, who will be continuing in their
roles as Co-CEOs, will also be reinvesting a portion of their
proceeds back into DTLR in exchange for a new minority stake of
approximately 1.4%. Put and call options, to enable future exit
opportunities for the Management, have also been agreed and become
exercisable after a minimum period of three years.(1)
The acquisition of DTLR, with its differentiated consumer
proposition, will enhance the Group's presence in the north and
east of the United States complementing not only our existing JD
and Finish Line fascias but also the recent acquisition of Shoe
Palace which is based on the West Coast.
In the 52 weeks ended 1 February 2020, DTLR delivered an EBITDA
of $45.6 million. After recognising a charge for depreciation and
amortisation of $24.7 million and net funding costs of $19.3
million, DTLR delivered a profit before tax of $1.6 million. The
gross assets in the DTLR balance sheet at 1 February 2020 were
$293.7 million.
Peter Cowgill, Executive Chairman of JD Sports Fashion Plc,
said:
"This is another exciting milestone in the Group's development
in the United States. Like Shoe Palace, DTLR pride themselves on
the deep connection they have with their consumers and the active
role they play in the communities that they serve. As such, we
intend to retain the DTLR Villa fascia and its proposition.
"The acquisition of DTLR will enhance our presence in the north
and east of the United States and will be another important step in
the Group's evolution.
"We look forward to closing the transaction and welcoming the
DTLR team to the Group."
Enquiries:
JD Sports Fashion Plc Tel: 0161 767 1000
Peter Cowgill, Executive Chairman
Neil Greenhalgh, Chief Financial Officer
Jennifer Iveson, Investor Relations
MHP Communications Tel: 0203 128 8788
Andrew Jaques
Giles Robinson
Charles Hirst
Catherine Chapman
[1] To the extent that the exercise of any of these put and call
options are not at the sole discretion of JD, the maximum
consideration payable has been capped below 24.99% of JD's market
value, less any consideration already paid.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
ACQGLGDDCBGDGBB
(END) Dow Jones Newswires
February 01, 2021 02:00 ET (07:00 GMT)
Grafico Azioni Jd Sports Fashion (LSE:JD.)
Storico
Da Mar 2024 a Apr 2024
Grafico Azioni Jd Sports Fashion (LSE:JD.)
Storico
Da Apr 2023 a Apr 2024